Whispers of Darkness
by TaylaNovak
Summary: Inspired by the Season 4 finale. Emma didn't use the dagger to save Regina. She didn't become the Dark One. Lily did. Lily, the child cursed with darkness and banished, separated from her mother for 30 years and only recently reunited, chose to save Emma. Now, she must deal with the consequences of her actions and find out what it truly means to be dark. Please read and review!
1. Chapter 1

_**Disclaimer: I own all of Once Upon A Time. All of it. I am the mastermind behind this wonderful creation. Okay, no I'm not. But a girl can dream. I own nothing except the plot and there might be an OC showing up later. You all know how I long to create those. Anyways, on with the show.**_

Lily stepped out into cool night air, fingering her necklace, as she tended to do when she was thinking. Lately, thoughts of her father had been heavy on her mind. Thoughts of a true family. Maleficent didn't even know who he was, much less where to find her, and yet Lily wanted to. She wasn't exactly sure why, but she did.

Her feet carried her down the street while her mind continued to stray from subject to subject, wondering how to find her father, when she felt something deep inside her, a shift in her being that she couldn't quite explain. She put a hand over her stomach as it churned and threatened to empty itself right in the middle of the street. Then she heard the whispers. The soft, seductive whispers. They called to her, whispered tales into her ears, telling that her happy ending was near. The deaths of her enemies. She'd let go of most of her anger towards the Charmings, although it was still very much present, so she didn't really understand. And then she saw the darkness descend upon Regina. Great swirling tendrils of the darkest essence of magic ever imagined or created, searching for it's next host.

Lily walked towards them, feeling the churning in her gut continue to grow as she drew nearer.

"You've worked too hard to get your happy ending!" Emma screamed at Regina.

"There has to be another way." Regina said.

"There isn't!" Emma replied. She looked at Snow and Charming. "You saved me from my darkness before, I have faith that you can do it again." She raised the Dark One's dagger, prepared to make the ultimate sacrifice, when Lily suddenly pushed her out of the way, taking the dagger and stabbing the darkness swirling around Regina. The darkness reacted violently and began mauling her, filling her nose, her throat, seeping into her body, filling her to the core with darkness.

"Lily, no!" Emma cried.

"It's okay, Emma. I am darkness. I've been full of it since I was born." She'd also known that her life was meant for bad things, that happy endings with husbands and mothers and fathers would never happen for her. It was kind of all Emma and her parents' fault that Lily had this darkness to begin with. But what's a little extra darkness to a tortured soul?

"That shouldn't have happened!" Emma screamed.

"It did. Storybrooke needs their Savior to stay just the way she is." Lily attempted to smile through the pain, but she doubled over when she felt the darkness attack her heart. She looked up, into the eyes of her mother as she stepped out into the street. "I'm sorry." Her mother's words rang in her mind. "I don't mind a little darkness." Would she still not mind Lily's darkness? Would she still her daughter when she was so full of darkness that there would no return to the light?

"Lily!" The anguish of Maleficent's cry broke her heart.

Please review!

 _ **A/N: this might suck and I know it's really short. Just watched the finale and although it was good, I was left a bit dissatisfied. I don't know, I'm happy Regina is okay. As long as Regina is okay then screw everyone else, but I did miss seeing Ruby and Maleficent. I love Lily's character but I do think she could've been used better and of course Emma had to be the one to become the Dark One. I don't really like Emma that much. I know she's the savior and all, but I just don't. And the whole Lily looking for her father thing was a bit unnecessary, even though I wouldn't mind knowing who that is, only if it keeps her in the show. Anyways, this was my little take on the end of the finale with Lily becoming the Dark One instead of Emma. Hope you enjoyed, if not, whatever. Review and let me know what you thought.**_

 _ **P.s, I know I have a lot of stories to update and I should probably stop writing new ones until the other ones are finished. Sorry, can't. But I am working on updating everything. Wish me luck.**_


	2. Chapter 2

"Maleficent." Regina cautioned her, seeing black clouds gathering in the sky. Mal was shaking, staring at her daughter as she collapsed to the ground, before rushing to her side. Lightning split the heavens, a physical representation of Maleficent's magic when she was extremely emotional.

Maleficent pulled her daughter into her lap, wiping her hair off her face. Lily looked up at her. Her eyes were bright red and her skin was cracked, with black tendrils surging through them. "Why Lily?" She whispered.

Lily smiled. "I don't know. Are you angry with me? Do you still want a-" She broke off in a coughing fit, the coughs racking her entire body. "Family?" Lily finished, swallowing painfully.

"Of course I do. I told you I didn't mind a little darkness." Maleficent said, attempting to smile at her brave child.

"What about a lot of darkness?" Lily asked.

"That too. I love you, Lily. You are my daughter and I will always love you, no matter what."

Lily nodded, closing her eyes.

"No, Lily, stay awake. Don't go to sleep." Maleficent looked up at Regina. "What do we do? How do we save her?" The dragon pleaded.

"We need to get her back to the apprentice." Emma said. "Dad, Killian, can you carry...her?" She trailed off as Maleficent easily hefted her daughter into her arms. Lily was mostly limp, but one hand still caressed her necklace, a piece of her dragon egg. Her eyes looked straight up into the sky, open but unseeing.

"Are you in pain, Lily?" Mal asked, following as quickly as she could behind the savior as they walked to Gold's shop.

"No, it doesn't hurt, Mom." Lily whispered.

Maleficent's heart swelled with happiness at the last word, happiness streaking through her at finally being acknowledged as her mother, but her heart threatened to break as well at seeing the state her daughter was in. She was getting worse by the second. Soon, there would be nothing left of her.

She magically blew open the door and stepped inside, placing her daughter on the counter and folding a blanket underneath her head to try and make her comfortable.

"That's unnecessary." Lily said softly with a small smile.

"No, it's not. I can't help it." Maleficent took her hand and kissed it. "We're going to save you."

"I can't be saved. The darkness will destroy me. It's too much." A few tears managed to escape her eyes and Mal quickly dabbed them away.

"Stop talking like that. I will save you. I couldn't before, but I will this time. Now, just try to stay awake." The blonde turned to the others. "Help her please."

Emma turned to the apprentice. The old man was incredibly weak after his ordeal of nearly being possessed by the darkness and was barely alive. There was no way he was going to be able to help them at this point. "He's out of it. Is there a way to separate the darkness from her without having to kill her or anyone else becoming the Dark One?"

"The only way to kill the Dark One is with their dagger." Regina said. "Otherwise, they can't be killed."

"Gold was nearly killed by Killian's poison." Emma pointed out.

"He wasn't in Storybrooke at the time." The brunette retorted.

"What about the hat?"

"It can't contain the dark magic." Regina said.

"So there's nothing we can do?"

"Lily needs to fight." The brunette walked over to Lily and took her hand. Lily slightly turned her head but didn't look at her. "Lily, dear, we don't know how to help you. This Merlin guy is the only one who can help and we need time to get him. You need to fight this darkness as long as you can. You need to give us a little bit of time. Just a little bit, dear."

Lily nodded weakly. "I'll try."

Regina dipped her head and turned to Belle. "Bookworm, we need to find this Merlin guy ASAP."

Maleficent blinked back tears and turned her head as Lily reached up to wipe them away. "Please fight it, Lily."

"They whisper to me." Lily said, caressing the soft skin of her mother's cheek that she could no longer feel beneath blackened fingers. "The darkness. It wants me to...destroy. It wants to consume everything."

"Fight it. Use me if you need to." Mal said.

"I can't." She breathed heavily. "There's so much of it. Everything is growing dark and cold. You know what you have to do."

Mal gasped and surprised them all by reaching into her daughter's chest and ripping out her heart.

"What are you doing?" Emma demanded.

"I didn't become the Mistress of All Evil by not being strategic. This darkness chose a powerful being. Lily's magic is very strong, the opposite of yours but still very strong. If it consumes Lily, it will take control of her magic, including her dragon form. That is something no one wants. But without the heart, it can't kill Lily, the Lily we know." She looked over the small red organ, already laced with quite a bit of darkness, the product of the Uncharmings' treachery. "It should slow it down, but you're going to have to hurry. I'll stay with Lily." Maleficent looked down at her daughter and took her hand, giving it a squeeze. Lily weakly returned it.

"Alright, let's get to work." Emma said.

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	3. Chapter 3

Maleficent looked down at her daughter, gently stroking her hair and repeatedly rearranging the blanket beneath her head, trying to keep her comfortable and trying to keep herself from going insane with worry.

"Stop." Lily said weakly.

"No." Mal snapped.

Lily chuckled weakly.

"The darkness will settle soon, and you won't be in pain any longer." Mal said. Lily was starting to look better, but there was so much darkness inside of her. Emma's darkness plus her own plus Rumple's...she was surprised and proud that her daughter was still alive. "Everything will be okay soon, Lily, just hold on."

"Mom, tell me about my dad."

"I told you I only met him in dragon form."

"Then what did he look like?"

Mal sighed and took her daughter's hand. "Okay. Okay, he was very...big." She smirked when Lily crinkled her nose. "I meant he was a very large dragon. He had scales like glistening gold that sparkled in the sun. Other than his color, he looked a lot like you, except his belly was covered in jewels. Dragons love to hoard."

Lily smiled. "So you got a rich man?"

Mal laughed softly. "I suppose you could say that."

"Was he nice to you?"

"He was… a gentleman, even as a dragon."

"That's good." Lily said, nodding. "Do you think he came to this land?"

"I don't know, dear." Mal sighed and kissed her hand. "You want to find him?"

"Curiosity, I guess." A coughing fit racked her chest and she tried to sit up. Mal held her until the coughs subsided and went to get her something to drink. Lily tried to drink the water but couldn't even swallow it.

"Are you still in pain?" Maleficent asked worriedly.

"A little, but it doesn't hurt as much." Lily sighed and leaned against her mother, soaking in her unnatural heat.

"Are you cold?"

"A little."

"Here, wait here and I'll go get something to cover you with." Mal removed her grey jacket to wrap around her daughter before going into the back. She found a small cot in the back and easily pulled it out into the main room. "Come on Lily, this'll be more comfortable." Lily was so weak that she couldn't even stand and Mal had to lift her off the counter and lay her onto the cot. She wrapped her daughter in a blanket and wrapped her arms around her.

"When will it end? Without my heart...will I..."

"No, you are not evil and you never will be."

"I am the Dark One now."

"Hush." Mal commanded. "Without your heart, you won't be able to feel any true emotion. It won't change who you are, just how you feel."

"I'm dangerous then. I don't want to hurt anyone."

"I know. Ssshhhh." Mal soothed, rubbing gentle circles into her back. "If only I could bear it for you. I would do it in a heartbeat."

"I know, then that would be even worse. Someone has powerful as you combined with the power of the Dark One. We'd all be in trouble."

"I would never hurt you."

"But I might hurt you." Lily countered. "I don't want to hurt anyone."

Mal kissed her forehead and stroked her hair. "Don't worry, everything will be okay. Just don't go to sleep." She looked up as Regina, Emma and Belle walked in, carrying the Dark One's dagger.

"How is she?" Emma asked.

"Other than the fact that I have more darkness than blood in my body, just fine." Lily shivered. She buried her face in Mal's neck.

"She's...hanging on. The darkness is starting to settle. She'll be better in a couple of hours." Mal said.

"We think we may have a spell to take the darkness out of her." Emma suggested.

"Only for it to go to someone else?" Lily asked.

"Maybe, but this darkness with your power and then you don't have your heart, it's a huge risk for the protection of this town."

"I have lived with so much darkness my entire life. I'm the only one who can tame it." Lily said.

"You can't tame darkness." Regina cut in. "And yes, you have lived with it for a long time, but if you are consumed by this darkness, we're all in trouble."

"I'm already consumed." Lily sighed, hugging her mother.

Regina and Emma exchanged looks before both turned to Mal to try and talk some sense into her daughter. The dragon was painfully aware of the fact that they carried the dagger, where the name Lily Page was clearly written. Obviously, if Lily didn't agree to meet their demands, they were going to force her to. Lily was thinking the same thing and lashed out with a sudden bolt of magic that knocked back all three if the heroes. She walked over and retrieved her dagger.

"But you couldn't walk." Mal gasped.

"It looks like the darkness has settled." Lily turned to face her, revealing the full transformation.

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	4. Chapter 4

The darkness was all around her, whispering to her to kill, to destroy, take vengeance. The voices were so loud, there were so many, all of them trying to speak at once. But they weren't overwhelming, far from it. They were gentle, tender, caressing their newest host in whispers of darkness, promising power and magic beyond anything ever seen. There was so much darkness, Lily couldn't even breathe without tasting it. She felt twisted, disfigured, like a creature that was never meant to be. But she felt empowered at the same time. No one carried her strength. No one could stand against her. The power was intoxicating, sweet and deadly. And it was all hers to command. Her darkness, plus the Savior's darkness, and now the power of the Dark One, was all for her beck and call.

"Lily?" Mal whispered in awe of her child.

Lily looked down at the dagger, fingering the letters of her name, the name of the new Dark One, the Darkness' new Dark Princess. She tilted her head, glancing up at the heroes as they recovered. "Mother." She said softly. "I need your help."

"What is it?" Mal walked towards her daughter, completely unafraid yet still wary, until she stood in front of her. Lily didn't quite look the same. Thankfully, she didn't have that ugly skin like Rumpel. Her clothes had been replaced with a one sleeved hooded black leather jacket with long tails and a lace up front, accented with dragon scales. A steel pauldron covered her entire right arm and both hands were covered with steel gauntlets. She wore black pants while her feet were adorned with tall dominatrix heels and steel greaves. Her hair was now sleek and straight and was now a darker shade of brown. Her eyes however, were as dark red as her dragon scales.

"I need fire, lots of it."

"No." Emma said, raising her hands into a tense ready stance. "Lily, you need to-"

"I need to leave!" Lily suddenly shouted. "Before I kill all of you." She was shaking, clutching the dagger tightly. "I need to get away. This is the only way you all will survive."

"Maybe I can pull it out of you like I did the Apprentice." Emma suggested. She prepared to fire.

"Emma, NO!" Regina and Mal screamed.

The Darkness flared up in defense of its new host in the form of a massive blast that sent the blonde flying backwards and into the wall, hard enough to nearly send her through it.

Charming drew his sword and Maleficent immediately stepped forward in defense of her child with bared teeth, ready to grow scales at a moment's notice.

"Please, just let us do the ritual." Belle pleaded as Regina helped Emma up. The blonde was barely conscious after the powerful hit.

"No." Lily said. "Let's go Mother."

 _ **Kill them**_

 _ **Destroy them**_

 _ **They attacked us**_

 _ **They must die**_

 _ **We are one**_

 _ **We will not be separated**_

 _ **Taste our sweetness**_

 _ **Use our strength**_

"No!" Lily screamed to silence the whispers. "Please!"

 ** _Kill them, our princess_**

 ** _Kill them all_**

"I won't." Lily gasped. The whispers were growing, demanding, trying to force her to murder her friends. She could see Regina and Mal arguing, but couldn't hear a word they were saying. But she felt the concern in her mother's eyes, the desperate need to comfort her child. The Darkness would not allow it. It wanted blood. "STOP!" the others went silent at once and stared at her, completely unaware of the battle going on inside her head. The whispers quieted but didn't completely stop. "My mother is a Queen of Darkness, and you do NOT command me. You bow to me. You will be silent as I command it so. Is that clear?"

 _ **Yes**_

"Good, now let's go Mother. I want to make a den. You must show me how."

Maleficent raised an eyebrow, before nodding. Lily lead the way outside. "Don't follow us." Mal warned. Not even she was sure exactly what she was in store for. But she wanted to be there for her daughter, help her fight the Darkness. She didn't how exactly, but she would try her best.

The heroes watched the two dragons shift and took off into the night sky.

"They're gonna kill her." Regina said softly.

"What?" Emma demanded, holding the back of her head.

"The Dark One itself was created from the Darkness. This isn't just any Darkness." Belle supplied. "It can think, deceive, it knows what it wants. If it can't use Lily to destroy all of the worlds and realms, then it will destroy Lily so it can be free. It can't be tamed or commanded. She can't control it."

"You mean like the One Ring from Lord of the Rings?" Emma asked.

"I don't know what that is." Belle looked confused.

"Sort of." Regina sighed, crossing her arms. "But this Darkness has no master to go back to."

"You watched Lord of the Rings?"

"I have a 13 year old son, Miss Swan. I've watched a lot of strange movies. But on to more important things. What the hell are we gonna do about Lily?!" Regina collapsed into a chair and ran her fingers through her hair. " I knew this plan wouldn't work."

"We at least need to keep track of Lily and Mal. They're too dangerous to just be wandering around Storybrooke while we try to find this Merlin guy." Emma said. "Maybe we should send the Merry Men after them, just to watch them."

"You mean to get them killed." Charming voiced. "Lily's unhinged and she could probably kill them if she finds out she's being monitored."

"They're not doing any damage at the moment, just leave them be. Maybe I can talk to Mal and get her to see reason." Regina said firmly. "Right now, she's our only chance to get to Lily at all, before she loses herself completely. But I don't know how much is left without her heart."

Xxxxxx

Lily looked around the cabin that she and Mal had chosen to nest in for the night. Her mother seemed to know the place well. She collapsed in front of the fire that had been built and sighed. The Darkness was quiet for once and she was allowed a moment of peace. She pulled out the Dark One's dagger, her dagger and turned it over in her hands. "I'm sorry Mom."

"For what?" Mal asked, sitting next to her with a sigh of her own.

"You should go back to the others. You'll be safe. I can't hurt you if they're protecting you. If I hurt you, I don't know what-"

Mal touched Lily's chin, turning her head to look her in the eye. "I'm not going anywhere, that you can believe. I told you that I didn't mind a little darkness and I meant it. Come here." She opened her arms and Lily was only too happy to enter them. Her mother's embrace was warm and comforting, just what she needed. The Darkness wasn't too happy though. It started to whisper about how Mal would betray them. She needed to be gotten rid of. But even without her heart, Lily would never hurt her mother. She would make sure of it.

She leaned away from Mal to touch her chest, just above her heart.

"What did you do?"

"Created a barrier, like you showed me, except around you. I can't make the mistake of hurting you, Mom. After I go to sleep, I want you to go to Emma and Regina and tell them both to put protection wards around you using light magic. I can't hurt you. I just can't. If I lose to the Darkness, I don't want to fight you. I know you can handle yourself, Mom, so don't think that. Just do this for me. Please."

Mal looked at her for a moment before quickly nodding. "Whatever you want, my dragonling."

Lily nodded and buried her face in her mother's neck. The Darkness started to whisper again about Mal being a threat. She needed to be eliminated. She was making them weak. Lily tried to ignore them and barely heard when Mal called her name. "What'd you say?"

"I said what will you do about the dagger?" Mal said.

 _ **We must hide it**_

 _ **They cannot command us**_

 _ **It makes us weak**_

 _ **It can be used against us**_

 _ **We obey none**_

 _ **We must hide it**_

Lily squeezed her eyes shut in an effort to try and block out the whispers. So many voices, all of them demanding she do something about the dagger.

"I might have a solution." Mal said after a moment.

Xxxxx

It was very late when the dragon queen made her way back to Storybrooke, to Regina's mansion. She was surprised to find that the former queen was still up, along with the savior and the bookworm.

"Mal, where have you been?" Regina asked, quickly pulling her ins for a hug.

"I can't tell you and I can't stay long. I want to get back to Lily as soon as possible. But she demanded that you and the savior use light magic on me to create a protective ward around me so her magic can't hurt me."

"She isn't lost then." Regina said softly. "Of course we'll put up the wards, but we should at least know where she is."

"She's not stupid, Regina." Mal scoffed. "She's part dragon. She'll be gone by morning and will have found another nest by then. Don't worry, she's fine."

Regina gave her a look but eventually shrugged and she and Emma put up the wards.

"Wait, where's the dagger then?" Emma asked. "You know, as a last resort. Only as a

last resort of course."

"It's safe." Mal said. "I have it."

"Truly?" Belle said in surprise.

"She wanted to prove that she trusted me, so she gave it to me to protect. Don't expect to find it after what you tried to pull earlier today."

Regina sighed. "We didn't have a choice, Mal."

"I said she's fine. She's fighting it. Just give her some space."

"For her to just get stronger and crazier?" Emma muttered.

Mal rolled her eyes and turned to leave, ignoring Regina's call. She'd fulfilled Lily's request, and now she needed to hide the dagger somewhere safe. She walked into the forest, deep into the uncharted territory and found a large boulder. She placed the dagger on the side of it and magically let it slide into the rock, sealing it inside. She placed a spell over it to protect it before glancing around, feeling the pair of eyes upon her, no doubt a spy for the heroes. She teleported back to the cabin and found Lily waiting for her in dragon form. "I thought you were asleep. I told you I had this covered. Now, where's the real dagger?" It appeared implanted in the ground in front of her. The magic swirling around it assured her that this was the real thing. She wanted to cry at how much trust that her daughter had in her, despite the fact that she knew it was probably killing her.

Mal picked it up, sheathed it and approached her daughter as she opened her mouth and gently placed the weapon on her tongue. She placed a quick spell around it and Lily swallowed it and shifted back. "Are you alright? You shouldn't even feel it even when you're in dragon form. I've hidden far stranger things in my stomach than a dagger."

"I don't." Lily smiled. "Thanks Mom."

Mal noticed that she was covered in sweat and looked exhausted. She probably was, having to deal with the Darkness all the time. "Come with me, my child." She took Lily's hand and poofed them away.

When Lily opened her eyes, they were on a bare mountain top, able to see for miles in every direction. Her mother created a pool of water in the center. "Sleep here, it'll cool you off. The water will be good and the cool air will be even better."

"Thanks Mom." Lily pulled back her hood and removed her shoes to step into the water. "Will you watch over me? You know, make sure I don't drown or something in my sleep?"

"Always, my daughter. Always."

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	5. Chapter 5

"Snow and Charming are packing to leave for Camelot." Maleficent as she strode into her daughter's new lair. It was a cave, hidden behind a waterfall and currently filled with silver coins, with a dark throne resting in the middle. "It won't be long now, Lily." There were several braziers and torches and pits, filled with dragon fire, giving light to the dark room.

Lily was seated on her throne, face hidden behind her hood. "I...I don't think I can fight it, Mom." She said weakly. The whispers had been unceasing since creating her new home. Most of them had been geared towards destroying Storybrooke, but the others, the more subtle ones, were steadily trying to convince her to get rid of Mal. The darkness wanted no allies. Needed none. She shook as she leaned over the side of the throne and vomited black bile onto the floor.

Mal frowned in confusion. Rumpelstiltskin had never had such symptoms as this and it concerned her just how much pain her daughter was going through. It hurt knowing that there was absolutely nothing she could do to help. "Would you like for me to talk to Regina?"

"Can she be trusted?" Lily asked, tilting her head while looking down at her vomit. It bubbled and she quickly leaned the other way.

Mal cleaned the room and walked towards her daughter to gently stroke her head. "Yes, she can."

"Then I don't have much of a choice, do I?" Lily sighed. "I thought I was strong enough, Mom. But now, I don't know."

"The darkness is trying to weaken you." Mal realized. "Because it wants to be free. It's trying to kill you. We have to get it out of you."

"So it can kill someone else?"

"Better them than you."

"Mother!" Lily exclaimed.

"What?" Mal asked. "Dragons don't worry about the survival of anyone else. They're irrelevant to our own. I'm going to go talk to Regina and see if she has any leads on what to do. If she doesn't, then we're getting the darkness out of you. Tonight." She poofed herself away to the queen's mansion. "Anything?"

"Not a damn thing." Regina replied, angrily shoving a bunch of books off the couch. Emma, who'd been asleep, jumped awake. Belle nearly fell out of the chair she'd been sitting in.

"What time is it?" The blonde asked.

Mal rolled her eyes. "It doesn't matter. The darkness is killing Lily. We need to get it out of her." She growled when Emma started to speak, effectively shutting her up. "I don't give a damn about anyone else getting possessed. I couldn't protect my baby before but I damn well will this time. Now get it out of her."

Xxxxx

 **She will betray us**

 **She is our weakness**

 **We can not have a weakness**

 **We must be strong**

 **She must be destroyed**

"No!" Lily hissed. "My mom is the **only** one we can trust."

 **Then everyone else...must die**

"No, I won't become a murderer."

 **They are all murderers**

 **But they are** _ **heroes**_

 **If left with no choice**

 **They will kill us**

 **All of us**

 **They are a threat**

 **We are all powerful**

 **Destroy them, Princess**

"No, I-I'm no killer. I won't hurt my friends." Lily insisted, but her control was wavering. She was already weak.

 **Friends?**

 **What friends?**

 **Friends would curse us**

 **Friends would seek to control us**

 **Friends would destroy us**

 **We have no friends**

 **We need none**

"No!" Lily rose to her feet and dug her hands into her hair. "Just stop! I won't betray them. My mom will find a solution. Just shut up already!"

 **Mother?**

 **You believe her love is true?**

 **Her grief is pure?**

 **Why did she not take vengeance on the heroes when we were stolen and cursed and banished?**

 **Why did she wait?**

 **She could raze the kingdom with no effort**

 **But she did not**

 **Did she really love us?**

 **Does she really care?**

"Of course she does." Lily said. "She's all I have. She said she-"

 **Didn't mind a little darkness**

 **She has become weak**

 **A pet for the heroes**

 **The great dragon queen**

 **Bowing to their likeness**

 **Chained to their desires**

 **Tied to their tree of goodness**

 **She is not like us**

 **Not anymore**

 **We are darkness**

 **And we burn with dragon fire**

 **Let us bathe the world in it**

 **No one should remain**

 **But us**

 **Let us take the vengeance that our** _ **mother**_ **failed to**

Lily growled and felt a familiar anger rage inside of her. Snow and Charming hadn't gotten what they deserved, and even though she'd tried to look past it, she hadn't forgotten it. Hearing it again only served to bring back that anger once again. They deserved to burn. She poofed herself straight to the idiots' home, feeling that anger threaten to overtake her. Feeling the darkness begin to conquer her. Her body twitched and spasmed as she dug one hand into her hair, trying desperately to stay in control. But she was weak...so weak...and so angry.

"Lily, hi-" Snow said cheerfully, but Lily sent her flying backwards with a wave of her hand and stepped into the apartment.

"Lily?" Charming came out of the back room, only to be bound with magical coils.

"Don't speak." Lily said, sitting on the couch, resting her elbows on her knees. She nodded to Snow. "Don't move." She took a deep breath and grabbed the sides of her head, trying to silence the whispers. "You have no idea how badly I want to snap your necks right now. How badly I want to rip you apart and see if your hearts are as black as the darkness you cursed me with. You have no idea."

"Lily." Snow said cautiously. "We're so sorry-"

Lily grabbed her by the throat and squeezed hard. "It will not erase the pain of what you did, the terrible life I had to live! Believing that my mother didn't want me. Believing like I had no place in the world. You took everything from me...and you think sorry can change anything. Sorry isn't good enough. You deserve to burn." She threw Snow to the ground and walked towards the door. "I should've done this the second I saw you two." She flicked her wrist, binding both Charmings back to back. Inhaling a deep breath, Lily breathed dragon fire all around the room and sealed it as she stepped out into the street.

 **Good, Princess**

 **Very good**

 **Let them burn in the flames of their hypocrisy**

 **Let them burn**

 **Feel our strength**

 **Feel our power**

 **Feel-**

"Lily!" Mal, Regina and Emma came running down the street. Her mother took one look at the fire. "What have you done?"

"I've taken my vengeance." Lily growled. Emma poofed herself away, no doubt to save her parents, but Lily's anger was on someone else. "Something you failed to do!"

"What?"

"Why are they still alive? Someone steals your child and throws them in a fucking portal and you just lock yourself in your castle? They should be dead for what they did to us, to me!"

"Lily, I had no fire to take vengeance, no dragon form. Don't you think I wanted to?"

"It doesn't matter!" Lily screamed. "I thought you could be trusted. I can't trust anyone. Everything I touch, I destroy. The darkness is right. We are alone."

"You **can** trust me, Lily." Mal pleaded. "I am your mother, and I love you and I would do anything for you. Please, the darkness is trying to twist your mind. You know me. You know-"

"Just stop." Lily raised her hand, magically constricting her throat. "Just stop! You're lying!"

 **Don't listen to her**

 **Kill her**

 **Destroy her**

 **She was always going to betray us**

 **Betrayer**

 **Traitor**

 **Deceiver**

 **Kill her**

"Lily! Stop!" Emma appeared behind her, laying her smoke covered parents on the ground. She turned to Lily and approached cautiously. "Please, this isn't you-"

"How do you know who I am?" Lily asked, releasing her mother to face the Savior. "Who I was, who I could've been was taken from me, by your parents."

"Okay, I understand that. But you can't trust the darkness, it's trying to kill you."

 **Liar**

 **Trickster**

 **Fabricator**

"Shut up!" Lily screamed, clutching at her head once again as the whispers began to grow louder, drowning out everything around her, drowning all that she was. She could barely see, couldn't hear anything but the whispers. Warm arms enveloped her and she inhaled her mother's sweet scent. "No, get away. Please!" Mal didn't move, just hugged her daughter closer and the darkness reacted violently, blasting her mother across the pavement. "Mom!"

Mal got back to her feet, the wards protecting her from damage. She immediately started back to her daughter, desperation shining in her eyes. The powerful need to comfort her little dragonling, protect from the world, protect her from herself.

Lily fell to her hands and knees, vomiting more of the black goo onto the ground. She stood back up and took a deep breath, trying to regain control of herself.

"Lily, my child, please. Let me help." Mal begged.

"Lily." Regina said sternly. "You need to calm down, regain control. We can talk-"

"Talk?" Lily asked, appearing almost eerily calm at the point, even though she was fighting a mental war. For a moment, the darkness ceased, and she was able to think clearly. "What will talking solve? I am the Dark One, the heart of darkness. The Darkness itself speaks to me day in and day out, whispers to me of great and terrible things. The power the likes of which you have never seen. Do you know how much darkness is inside me? Half of it...isn't even mine."

"I know." Regina said slowly. "But you have to let us help. Give us some more time."

Lily smiled wickedly. "Time's up." Emma suddenly fired a bolt of light magic at her back and she whipped around to block with a blast of her own that shook all of Storybrooke. "Stop playing with magic, Emma. We both know you suck at it. Regina's only taught you the basics, while I have been trained by a dragon queen as old as time itself. And I am also twice as strong as you will ever be." She turned around feeling a light tap on her shoulder and felt the full power of a dragon fist colliding with the side of her head.

xxxxxxx

When Lily came to, she was laying on the cot back in Gold's shop. Mal was sitting on the edge of the cot, gently caring for her newfound wound. "You have one hell of a right hook."

"I know." Mal smirked.

"I suppose I left you with no choice." Lily sighed as the cool cloth was pressed against her head.

"No, there was another choice. I **could've** kicked you, but I **chose** to punch you." Mal smiled.

Lily looked around. "I'm surprised I'm not in jail."

"I would never let them lock you up." Mal said. "Besides, what prison could hold you?" She leaned away and sighed. "Everything you said was true. I should've avenged you. I should've burned that kingdom to the ground, scorched the earth so hard nothing would ever grow there again. There are times when I think about what else I could've done. I've even had a few dreams. But none of it matters, because no matter what I could've done, I still wouldn't have you." She looked her daughter in the eye as she spoke. "It doesn't matter if I had devastated that entire realm. All of it would mean nothing if I didn't have you back in my arms. And I didn't. So I saw no reason to waste my energy." She looked down at her hands. "All of that was spent grieving."

"I'm sorry, Mom. I-"

"Don't." Mal said sternly. "Lillith, you are very weak right now. You haven't eaten or slept since the night we spent on the mountaintop. Not to mention the darkness gnawing away at you from the inside. It's trying to wear you down and destroy you. It can't take over completely, because you don't have your heart. But it needs to get out of you."

"Then what?"

"I don't know and I don't care. I just want to protect you, keep you alive."

Lily sighed. "I thought I was strong enough."

"You are very strong to have lived at all with all of this darkness, my dragonling. Don't underestimate your strength." They both looked up as Emma and Regina stepped into the room. "And now we have to get the darkness out of you before it kills you. Regina, do it."

"Are you sure?" Emma asked. "You're endangering lots of lives."

"The lives of people I could care less about vs the life of my daughter." Mal said, pretending to think that over. "That's such a hard decision."

"Mal-" Regina began.

Maleficent growled at her, eyes flashing with dragon fire. There was no more hesitation from the other women as they enacted the spell, drawing the darkness out of Lily...but it didn't go as expected. The darkness had a plan of its own. It swirled through the air for a moment, before suddenly attacking Mal, diving straight into her chest. The dragon queen looked confused as nothing seemed to happen, before she screamed. The darkness came out of her back, coiling around her. Lily covered her head as the wind whipped viciously against her. The darkness didn't possess the dragon queen as expected, it left the shop, disappearing into the night. Lily quickly got to her feet, finally feeling the full effects of hunger and fatigue now that the darkness wasn't inside of her. She and Regina rushed over to the stunned Mal and helped her sit down.

"Mal, are you alright?" Regina asked.

"Mom?"

Mal gulped visibly, both hands covering her chest. "My heart." She whispered. "It took my heart."

xxxxxx

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